AI Cap Table Explainer
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Do you actually know what percentage of your company you own today? Not the number you remember from incorporation, but the one after the option pool and two SAFEs? A cap table holds that answer, yet most founders find it a wall of rows and jargon. AI Cap Table Explainer reads that ledger and tells you who owns what, in plain language, before your next round changes all of it.
Short answer: AI Cap Table Explainer is a free browser tool that reads a capitalization table, founders, option pool, investors and converted notes, and explains ownership, the difference between issued and fully diluted shares, and how each new round dilutes every holder.
What is AI Cap Table Explainer?
AI Cap Table Explainer is a reading tool for the ownership ledger of a company. A cap table lists every shareholder, how many shares each holds, and what slice of the company that represents. You paste your table or describe its rows, and the tool explains the ownership picture in words: who holds what, how much is common versus preferred, and how the option pool and any converted instruments fit in.
It reads and explains. It does not manage your equity, issue shares, or replace the cap table software and lawyer who keep the official record.
Why Use AI Cap Table Explainer?
A cap table is where ownership hides in plain sight. The numbers are all there, but the story they tell, how much you really hold and where it is going, takes work to read. AI Cap Table Explainer does that reading, so a founder without a finance background can see the ownership picture clearly and spot dilution before it surprises them.
Reads every row
Explains founders, option pool, investors and converted notes as one ownership picture.
Issued versus fully diluted
Makes the two ownership numbers clear, and shows which one actually matters.
Shows the dilution
Walks how a new round shrinks each holder's slice, row by row.
More than one model
Ask more than one AI model to read the same table and compare their explanations.
Fewer nasty surprises
Understand your ownership before a term sheet quietly rewrites it.
How Does AI Cap Table Explainer Work?
Begin in the prompt box. Paste the cap table rows or describe them: founders and their shares, the option pool size, each investor's holding, and any SAFEs or notes and how they converted. The more complete the input, the sharper the read.
Choose a model beneath the box. Anthropic Claude AI and OpenAI ChatGPT both reason carefully through ownership maths, Google Gemini gives a clean structured layout, and MSB AI, DeepSeek, Qwen and OpenRouter AI are there for a second view. Open the advanced options accordion, set your controls, and press Generate.
The explanation appears in the output card with a live word count, and each result carries Copy, Listen, Reuse and Download. Export to DOC, TXT or HTML for a board pack or a co founder. The activity history panel keeps the session's versions, so a simple read and a detailed one can sit together.
| What you put in the prompt | What changes in the explanation |
|---|---|
| "Two founders sixty forty, ten percent option pool" | Explains the split and how the pool sits against the founders' stakes |
| "Add a seed round buying fifteen percent" | Walks the dilution and recalculates each holder's slice |
| "Two SAFEs converting at the cap" | Shows how the converted notes take their share of the table |
| "Show fully diluted, not just issued" | Shifts the read to include the whole option pool and as converted shares |
What Does a Cap Table Actually Track?
A cap table records ownership, and a few row types carry most of it.
- Founders. Usually common stock, the shares set at incorporation.
- Option pool. Shares reserved for employees, both granted and still unallocated.
- Investors. Often preferred stock, with rights common stock does not carry.
- Converted instruments. SAFEs and notes that have turned into shares.
Which Columns Matter Most?
Two ownership numbers sit on every cap table, and confusing them is where founders go wrong. Issued shares are the ones actually granted. Fully diluted shares add the entire option pool and everything that would convert. AI Cap Table Explainer always tells you which lens it is using.
Fully diluted is the number that matters Your issued percentage looks bigger because it ignores the unallocated option pool and unconverted instruments. Investors price and negotiate on the fully diluted figure, so that is the one to know before you walk into a room. If a number surprises you, check which lens produced it.
How Do You Configure the Explanation?
The advanced options accordion holds ten controls. Set them to match how much detail you need and who will read it.
| Option | What it controls | When to change it | Suggested starting point |
|---|---|---|---|
| Depth | How thoroughly the table is read | Raise it for a table with many rows | Standard, then Deep |
| Angle | The framing of the read | Feature Comparison when weighing scenarios | Pros/Cons first |
| Output Format | Prose, table, bullets or structured sections | Table to see holdings side by side | Table |
| Audience Level | How much finance knowledge it assumes | Lower it if cap tables are new to you | General |
| Include Data Points | Uses the actual share counts | On whenever you paste real numbers | On |
| Include Recommendations | Adds suggested questions and checks | On before a fundraising talk | On |
| Include Risks / Caveats | Flags dilution and pool pressure | Always, on a table you will act on | On |
| Include Next Steps | Suggests what to do after reading | On when you want a clear action | On |
| Analytical Rigor | How careful the reasoning is | Raise it for a board level read | Around 70 |
| Custom Instructions | Free text for specifics | Name a row or scenario you care about | "Show my stake before and after the seed" |
A prompt that produces a usable read "Cap table: two founders at sixty and forty, a ten percent option pool, one angel holding eight percent from a converted SAFE. We are raising a seed that buys fifteen percent and wants the pool topped up to fifteen. Explain my fully diluted stake before and after, and where the pool top up lands."
Who Leans on a Cap Table Breakdown?
AI Cap Table Explainer suits anyone who needs the ownership picture in words.
- Founders preparing for a round and modelling their own dilution.
- Early employees trying to understand what their option grant is worth.
- Operators joining a startup who want to read the table before they sign.
- Angel investors checking where a new round leaves their stake.
- Anyone handed a cap table and unsure which number to trust.
When Should You Run It?
Run AI Cap Table Explainer before a fundraise, when the dilution from a new round is the whole question. Run it when a SAFE or note converts and the table suddenly grows new rows. Run it when a new hire asks what their options mean, or when you simply have not looked in a while and want a plain summary of where ownership stands.
How Does Dilution Show Up Round by Round?
Dilution is the real story a cap table tells. Every new round issues fresh shares, so each existing holder's percentage shrinks even though their share count stays the same. AI Cap Table Explainer walks that shrinkage holder by holder, and it flags the move that catches founders out.
The option pool shuffle costs founders most When investors ask you to top up the option pool as part of a round, that new pool is usually created before their money goes in. Because it is added pre money, the dilution comes mostly out of the founders' shares, not the incoming investors'. Read who absorbs a pool top up before you agree to its size.
What Errors Distort a Cap Table?
Most cap table confusion comes from a handful of avoidable mistakes. Run this checklist.
- ✅ You know whether a percentage is issued or fully diluted.
- ✅ You counted the unallocated option pool, not just granted options.
- ✅ You included every SAFE and note as it would convert.
- ✅ You checked who absorbs any option pool top up in a round.
- ✅ Your share counts match your cap table software, not your memory.
- ✅ A lawyer or equity administrator keeps the official record.
How Do Ownership Views Compare?
The same table reads differently depending on the lens, and AI Cap Table Explainer names the one it is using.
| View | What it counts | Best for |
|---|---|---|
| Issued | Shares actually granted | Seeing votes and current holdings |
| Fully diluted | Adds full pool and as converted | Fundraising and real ownership |
| Post round | Adds the new round's shares | Judging a term sheet's impact |
What Can the Explainer Not Do?
AI Cap Table Explainer is a comprehension aid, and it stays in that lane. It reads the numbers you give it, so a wrong input becomes a wrong explanation. It does not connect to your cap table software, and its figures are illustrative rather than the audited record. Treat it as the plain English layer on top of the table, not the table itself.
Pros
- Turns a wall of rows into an ownership picture in plain words.
- Makes issued versus fully diluted clear, the mistake founders make most.
- Walks dilution and flags the option pool shuffle.
- Free, in the browser, no account, with a choice of AI models.
Cons
- It reads the table you paste and cannot verify a share count you enter wrong.
- It explains ownership; it does not give legal, tax or investment advice.
- It is not the source of truth, which stays your software and your lawyer.
What Might a Sample Read Out Look Like?
Feed it two founders at sixty and forty, a ten percent option pool, and one angel at eight percent, then add a seed buying fifteen percent. AI Cap Table Explainer would restate each holding, then show the post round table with everyone's slice recut.
| Holder | Before | After seed |
|---|---|---|
| Founder A | 52 percent | 44 percent |
| Founder B | 35 percent | 30 percent |
| Option pool | 10 percent | 11 percent |
| Angel and seed | 3 percent | 15 percent |
- Paste the current rows into the prompt.
- Add the new round's size and any pool top up.
- Ask for fully diluted, before and after.
- Read the recut table and take questions to your lawyer.
AIToolsay is a large, free collection of browser based AI tools that never ask for an account, each able to run on a menu of leading models so the same table can be re read in a different voice with one click. The rows on your cap table often start life as other documents, so the AI SAFE Note Explainer and the AI Convertible Note Explainer help you read the instruments before they land here as new lines. Keep AI Cap Table Explainer open before every round, and browse the wider collection at AIToolsay.
Frequently Asked Questions
Do I need an account to use AI Cap Table Explainer?
No. Open the page, paste your table, and generate. There is no sign up and nothing to install, and your reading clears when you close the tab.
What is the difference between issued and fully diluted shares?
Issued shares are the ones actually granted. Fully diluted shares add the whole option pool and everything that would convert. Investors work in fully diluted terms, so AI Cap Table Explainer always tells you which lens it is showing.
Why does a new round shrink my percentage?
A round issues new shares, so the total grows while your share count stays the same. Your slice of a bigger pie is smaller. The tool walks that dilution holder by holder so it is not a shock.
Can it read my cap table software export?
You can paste the numbers from an export, but remove anything confidential first and follow your company's data rules. The tool reads what you give it; it does not connect to your software directly.
Is its ownership maths official?
No. The figures are illustrative to build understanding. Your cap table software and your lawyer hold the official record, and their numbers are the ones that count.
Which model reads a cap table best?
Anthropic Claude AI and OpenAI ChatGPT both handle the maths carefully, and Google Gemini lays it out cleanly. Generate with two and compare them in the history panel.
Thanks for reading, and good luck with the round on your horizon. If AI Cap Table Explainer makes your ownership picture clearer, come and join the AIToolsay community, follow AIToolsay on social, switch on push notifications so new tools reach you the day they arrive, and subscribe to the newsletter for the occasional useful thing.
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